104An act of the administrator of a company is valid in spite of a defect in his appointment or qualification.
Definitions used in Schedule B1, paragraph 104 3
- administrator
1 (1) For the purposes of this Act “administrator” of a company means a person appointed under this Schedule to manage the company’s affairs, business and property.
Defined in Sch.B1 para.1(1) · see it in the full Act“administrator” has the meaning given by paragraph 1 and, where the context requires, includes a reference to a former administrator,
Defined in Sch.B1 para.111(1) · see it in the full Act- the company
2 Section 233B does not apply in relation to a contract for the supply of goods or services to a company (“the company”) where any of paragraphs 3 to 11 applies.
Defined in Sch.4ZZA para.2 · see it in the full Act- company
(1A) In this Schedule, “company” means—
(a)a company registered under the Companies Act 2006 in England and Wales or Scotland,
(b)a company incorporated in an EEA State ..., or
(c)a company not incorporated in an EEA State but having its centre of main interests in a member State (other than Denmark) or in the United Kingdom .
Defined in Sch.B1 para.111(1A) · see it in the full Act
Cases considering Schedule B1, paragraph 104 16
Wessely & Anor (Zoom UK Distribution Ltd) v Rubra & Ors
Confirms that an administrator’s act remains valid despite a defect in appointment or qualification, but does not extend to a purported appointment that is a nullity. (see para [17])
Strategic Advantage SPC v Rutter & Ors (Rev 1)
The court confirms that the statutory presumption of validity can apply where an administrator has been defectively but curably appointed. It does not determine cases where there is no appointment or no power to appoint (see paras [27(c)], [40(c)], [50]).
Gregory & Ors v A.R.G. (Mansfield) Ltd
Paragraph 104 may validate an administrator’s acts despite a defect in appointment, but the judgment distinguishes that route from retrospective appointment and treats it as unavailable for a fundamental failure affecting the power to appoint (see paras [28], [51]-[52], [116]).
- Statebourne (Cryogenic) Ltd, Re Insolvency Act 1986
- Edwards & Anor v SJ Henderson & Company Ltd (Rev 1)
- Wright & Ors v HMV Ecommerce Ltd & Anor
- Bootes & Ors v Ceart Risk Services Ltd
- Care Matters Partnership Ltd, Re
- Frontsouth (Witham) Ltd & Anor, Re
- MTB Motors Ltd, Re
- Pillar Securitisation SARL & Ors v Spicer & Anor (Court Administrators)
- Blights Builders Ltd, Re
- Duffy & Anor v Mederco (Cardiff) Ltd
- Orton & Ors v Towcester Racecourse Company Ltd
- Care People Ltd, Re
- Bezier Acquisitions Ltd, Re
What each judgment says about Schedule B1, paragraph 104 is in the case-law panel in the full Act.
Amendments and notes
4 notes from legislation.gov.uk
Modifications
- C1481Sch. B1 paras. 98-107 modified (5.7.2018) by Housing and Planning Act 2016 (c. 22), s. 216(3), Sch. 5 Pts. 1, 2; S.I. 2018/805, reg. 3(b)
- C1483Sch. B1 paras. 98-104 applied (with modifications) (E.W.) (15.3.2024) by The Water Industry (Special Administration) Regulations 2024 (S.I. 2024/205), regs. 2(2), 5(1), 34-37 (with reg. 64)
- C1495Sch. B1 para. 104 applied (with modifications) (17.2.2009 for certain purposes, otherwise 21.2.2009) by Banking Act 2009 (c. 1), ss. 145, 263(1)(2) (with s. 247); S.I. 2009/296, arts. 2, 3, Sch. para. 3
- C1496Sch. B1 para. 104 applied (with modifications) (8.7.2021) by The Payment and Electronic Money Institution Insolvency Regulations 2021 (S.I. 2021/716), regs. 2, 37 (with reg. 5) (as amended (4.1.2024) by S.I. 2023/1399, regs. 1(2), 4, 11)